Joseph T. Proietti - Dec 31, 2023 Form 4 Insider Report for DISH Network CORP (DISH)

Role: Director
Signature: /s/ Joseph T. Proietti, by Timothy A. Messner, Attorney-in-Fact
Stock symbol: DISH
Transactions as of: Dec 31, 2023
Transactions value $: $0
Form type: 4
Date filed: 1/3/2024, 08:09 PM
Previous filing: Jan 3, 2023
SEC: View on sec.gov

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Shares	Change %	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	DISH	Non-Employee Director Stock Option	Disposed to Issuer	-10K	-100%	Dec 31, 2023	Class A Common Stock	10K	$35.47	Direct	F1, F2
transaction	DISH	Non-Employee Director Stock Option	Disposed to Issuer	-5K	-100%	Dec 31, 2023	Class A Common Stock	5K	$32.34	Direct	F1, F2
transaction	DISH	Non-Employee Director Stock Option	Disposed to Issuer	-5K	-100%	Dec 31, 2023	Class A Common Stock	5K	$32.44	Direct	F1, F2
transaction	DISH	Non-Employee Director Stock Option	Disposed to Issuer	-5K	-100%	Dec 31, 2023	Class A Common Stock	5K	$14.04	Direct	F1, F2

Showing 1 to 4 of 4 entries

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Joseph T. Proietti is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	The shares underlying the option were 100% vested upon the date of the grant. Pursuant to the Merger Agreement, at the Effective Time, each option to purchase Issuer Class A Common Stock held by the Reporting Person was converted into a corresponding award with respect to EchoStar Class A Common Stock.
F2	Pursuant to the Amended and Restated Agreement and Plan of Merger, dated as of October 2, 2023 ("Merger Agreement"), by and between the Issuer, EchoStar Corporation, a Nevada corporation ("EchoStar") and EAV Corp., a Nevada corporation and a wholly owned direct subsidiary of EchoStar ("Merger Sub"), on December 31, 2023, Merger Sub merged with and into the Issuer with the Issuer surviving the merger as a wholly owned subsidiary of EchoStar (the "Merger"). Pursuant to the Merger Agreement, at the effective time of the Merger (the "Effective Time"), each share of Class A Common Stock, par value $0.01 per share, of the Issuer ("Issuer Class A Common Stock") held by the Reporting Person was converted into the right to receive 0.350877 shares of Class A Common Stock, par value $0.001 per share, of EchoStar ("EchoStar Class A Common Stock").

Content

The shares underlying the option were 100% vested upon the date of the grant. Pursuant to the Merger Agreement, at the Effective Time, each option to purchase Issuer Class A Common Stock held by the Reporting Person was converted into a corresponding award with respect to EchoStar Class A Common Stock.

Pursuant to the Amended and Restated Agreement and Plan of Merger, dated as of October 2, 2023 ("Merger Agreement"), by and between the Issuer, EchoStar Corporation, a Nevada corporation ("EchoStar") and EAV Corp., a Nevada corporation and a wholly owned direct subsidiary of EchoStar ("Merger Sub"), on December 31, 2023, Merger Sub merged with and into the Issuer with the Issuer surviving the merger as a wholly owned subsidiary of EchoStar (the "Merger"). Pursuant to the Merger Agreement, at the effective time of the Merger (the "Effective Time"), each share of Class A Common Stock, par value $0.01 per share, of the Issuer ("Issuer Class A Common Stock") held by the Reporting Person was converted into the right to receive 0.350877 shares of Class A Common Stock, par value $0.001 per share, of EchoStar ("EchoStar Class A Common Stock").